Year Ended December 31,

(in thousands)

2001

2000

1999

Cash Flows from Operating Activities

Net income

$

53,913

$

32,793

$

28,271

Adjustments to reconcile net income to net cash
   provided by operating activities:

 

   Depreciation

6,536

6,158

5,892

   Amortization

15,860

9,226

8,343

   Non-cash stock grant compensation

1,984

483

1,263

   Deferred income taxes

199

(2,721

)

(495

)

   Net gains on sales of investments, fixed
      assets and customer accounts

(870

)

(712

)

(422

)

   Adjustment to conform fiscal year-end for
      pooled entities

385

 

   Restricted cash increase

(18,311

)

(12,051

)

(1,665

)

   Premiums, commissions and fees receivable
      (increase) decrease

(2,611

)

(18,432

)

3,996

   Other assets decrease (increase)

838

 

2,343

(905

)

   Premiums payable to insurance companies
      increase (decrease)

6,308

 

17,689

(3,066

)

   Premium deposits and credits due clients
      increase (decrease)

3,731

 

576

(608

)

   Accounts payable increase

2,279

 

(1,660

)

2,666

   Accrued expenses increase

4,306

 

7,316

563

   Other liabilities decrease

(7,423

)

(570

)

(1,107

)

   Minority interest in earnings

2,814

 

1,829

1,464

Net cash provided by operating activities

69,938

42,267

44,190

Cash Flows from Investing Activities

Additions to fixed assets

(11,017

)

(5,553

)

(6,180

)

Payments for businesses acquired, net of
   cash acquired

(131,039

)

(17,651

)

(16,220

)

Proceeds from sales of fixed assets and
   customer accounts

1,619

 

1,755

2,063

Purchases of investments

(3,006

)

(781

)

(942

)

Proceeds from sales of investments

5,605

 

1,026

1,502

Net cash used in investing activities

(137,838

)

(21,204

)

(19,777

)

Cash Flows from Financing Activities

Proceeds from long-term debt

90,062

 

493

738

Payments on long-term debt

(33,297

)

(4,494

)

(17,945

)

Issuances of common stock for employee stock
   benefit plans

2,844

 

1,746

1,670

Purchases of common stock for employee stock
   benefit plans

 

(5,536

)

(1,155

)

Net distributions from pooled entities

(849

)

(1,870

)

(5,781

)

Cash dividends paid

(9,718

)

(7,525

)

(6,237

)

Cash distribution to minority interest shareholders

(2,121

)

(1,597

)

(1,318

)

Net cash provided by (used in) financing activities

46,921

(18,783

)

(30,028

)

Net (decrease) increase in cash and cash
   equivalents

(20,979

)

2,280

(5,615

)

Cash and cash equivalents at beginning of year

37,027

34,747

40,362

Cash and cash equivalents at end of year

$

16,048

$

37,027

$

34,747

See accompanying notes to our consolidated financial statements.